Margaret Cotter - Apr 21, 2024 Form 4 Insider Report for READING INTERNATIONAL INC (RDI)

Role
Chairperson, EVP - RE Dev/NY, Director, Member of Sec.13(d)(3) Group, 10%+ Owner
Signature
/s/ Margaret Cotter
Stock symbol
RDI
Transactions as of
Apr 21, 2024
Transactions value $
$0
Form type
4
Date filed
4/23/2024, 07:31 PM
Previous filing
Apr 22, 2024
Next filing
Jun 10, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction RDI Class A Non-Voting Common Stock Options Exercise +21.7K +2.65% 839K Apr 21, 2024 Direct F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction RDI Restricted Stock Units Options Exercise $0 -21.7K -38.83% $0.00 34.2K Apr 21, 2024 Class A Non-Voting Common Stock 21.7K Direct F1, F2, F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each Restricted Stock Unit represents the contingent right to receive one share of Class A Non-Voting Common Stock upon vesting of the unit.
F2 As previously reported, a total of 71,052 restricted stock units were granted on April 21, 2023 pursuant to the Company's 2020 Stock Incentive Plan. Of that amount, (i) 45,561 restricted stock units vest in four equal annual installments commencing on April 21, 2024, April 21, 2025, April 21, 2026 and April 21, 2027; and (ii) 10,304 restricted stock units will fully vest on April 21, 2024, and (iii) 15,187 performance-based restricted stock units (PRSU) vest on the third anniversary of the Date of Grant, April 21, 2026; provided that (a) the reporting person has not undergone a termination of her service at the vesting date (or earlier accelerating event), and (b)(1) one-third of the performance criteria (PRSU Criteria) has been met and certified by the Compensation and Stock Option Committee (Committee) for the year ended December 31, 2023, such determination to be made before March 10, 2024;
F3 and (2) two-thirds of the PRSU Criteria shall be based upon performance for the two remaining calendar years (2024 and 2025) under objective performance criteria to be established by the Committee, and shall be subject to the certification by the Committee that such PRSU Criteria, or portion thereof (stated as a percentage), has been met. The Committee must certify on or before March 10, 2026 the percentage of the PRSU Criteria which has been met for the calendar years 2024 and 2025. On April 5, 2024, the Committee determined and certified that the reporting person met 89% of PRSU criteria for the year ended December 31, 2023.
F4 21,695 restricted stock units are fully vested on April 21, 2024 and the underlying shares of Class A Common Stock in Reading International, Inc. will be delivered to the reporting person in accordance with their irrevocable deferral election.